This is just a mad world that will fade
by Truth-Unspoken
Summary: "You will die here. But don't worry. We'll have each other in the meantime." In which Chell gains a little bit of hope, GLaDOS gains a little bit of life, and Wheatley gains a little bit of humanity.


**So uh... yeah. Hi. No worries, I'm not a zombie (yet). I realize this is entirely inapropriate of me to post a story when _I've not updated any of my others in who knows how long _but I really couldn't resist. It was a Christmas story for my friend, and yeah, it's gonna be a few chapters long, and maybe as I'm continuing with this, it'll give me the boost I need to finish my other stories? Who knows.**

**This has only been edited by me, so if there are any mistakes, by all means, point them out!**

**And FF kind of messed with the formatting of this, so... yeah.**

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><p><strong>This is just a mad world that will fade<strong>

"_You cannot hide from me."_

Chell gasped for breath, clawing, stumbling her way down the torn-up hallway, tripping over the fallen debris before she could register it was even below her feet.

_"You can run."_

She stopped at the first door that wasn't crushed. Locked. She scrabbled at the door, and she managed to manhandle the door open, her desperation making her stronger than she usually was – although most of it was probably due to the rustiness of the lock. Her fingers were cut and bleeding, but she didn't care, as long as she was safe. Chell flung her exhausted body into the room.

_"But you cannot escape."_

The door closed partially with a soft sound, her surroundings fuzzy to her unadjusted eyes.

_"You will die here. But don't worry. We'll have each other in the meantime."_

Wearily, Chell closed her eyes on the maniacal computer.

* * *

><p><em>Oh god no don't see me don't look no no testing awake outside I want to go-<em>

"_Oh, it's __**you**__. It's been a looong time." GLaDOS whirred as she began putting her hull back together. She never once took her glowing optic off of the stock-still human. "How has cryogenic sleep been treating you? Well, I would hope? I'm so behind on the times, because, well, I've been really busy being dead."_

_Chell's breathing stopped as she clutched her portal gun, defiance of the manic A.I. ebbing away with every thudding beat her heart gave, with every word the grating voice spoke to her._

"_You __**know **__her?" the incredulous core asked._

_ Chell watched, horror-struck, as the recently awakened A.I. Picked up the core from its perch and began to sling it around madly. Her heart leapt to her throat as her stomach dropped to her knees._

_If __only it was a real gun I would fucking set this place on fire the A.I. would tremble in fear of __**me **__not the other way around-_  
><em>Unable - unwilling - to answer, Chell could only stand below and watch as GLaDOS crushed the core, broken metal screeching and flyaway wires hissing. The sounds tortured Chell.<em>  
><em>Oh no no no don't die Wheatley please my only friend no no you bitch GLaDOS why are you doing this-<em>

_Sparks flew and Chell could only watch._

_ No no no stop it you monster-_

_ Wheatley gazed down at the internally struggling human and let out a synthetic groan of pain as GlaDOS gave one last especially hard squeeze._

_ Stop it stop it torture me not him he didn't do anything wrong just his job stop-_

_ A wire fell down to Chell's feet, still sizzling with life._

_ Stop stop stop-_

_ Chell fell to her knees. The A.I. flung the core away carelessly, as if there wasn't intelligence in it, as if it couldn't feel pain, as if it didn't matter-_

_ stop it stop it-_

_ GLaDOS moved closer to Chell, a look of maniacal glee on her 'face'-_

_ Stop it STOP IT-_

* * *

><p>Chell's eyes flew open, disoriented, her hands scrabbling at the ground below her. She drew in large gulp-fulls of recycled air, fighting against the memories that threatened to consume her whole and leave nothing but her ravaged body behind.<p>

She sat up, suddenly worried why the testing chamber was dark and _where the fuck was her portal gun did she take it from her-_

No. Her hand touched sleek, cool metal and she flopped back down with it pressed to her chest, relieved. _Now _she remembered running away before GLaDOS could reactivate the locking devices in the ruins of her chamber. Chell found a half-way smashed hallway that she escaped down.

And now she was here. Wherever 'here' was.

Slowly this time, Chell sat up, acknowledging the twinges and tender parts of her body before ignoring them again. There was nothing she could do about them, and besides, it's not like she wasn't already used to being in a constant state of pain. A thought of resting here for an hour or two fluttered through her mind. Her brain detested the very idea of waiting while her body begged for it. Quickly, she shed the thought before it could take root in her brain and make her do stupid things.

Her eyes were already adjusted slightly, which gave shape to a few vague objects that resembled a desk and a bed. She stood up on rest-weary legs, her long-fall boots putting an unwanted spring in her step as she stumbled towards the wall, looking for the light-switch.

As her hands skittered across the pad, the room illuminated rather suddenly, leaving Chell reeling from the brightness of it.

Through slitted eyes, she scanned the room.

A bed with rumpled sheets, a desk with papers and pens, and an overflowing closet full of mens clothes.

She inspected the desk, picking up the thin pages and squinting to try and read the scrawl that whoever resided in this room wrote with.

Most of it was illegible... more often than not, just random gibberish that made no sense... but then again, when was the last time Chell dabbled in neurobiology? That word popped up often enough, along with the name 'Caroline'. Weird.

She threw the papers down in distaste, getting ready to leave, but one certain page fluttered down to the floor. Sighing, she bent over to pick it up, hardly looking at it at all, but once she did-

It had Wheatley's name on it.

Straightening quickly, she scanned the page. This time – as if the idea of Wheatley himself hindered the man's thought process – the words were simple and easy to understand.

_"...The Wheatley core is prone to lapse back into Stage 0 before having a wide-scale malfunction. When subject is in this Stage, one must take __**all **__the precautionary steps. These steps are classified, and are in the Main Access Bay..."_

Skimming over the next section, Chell stopped when a word caught her fancy.

_"If the core itself has been damaged beyond repair, or if his primary use of creation solved, one of the following steps should be completed: shut the Wheatley core down, transfer it to another non-active core, or lastly, transfer the memory of said core into its android counterpart."_

Chell slid into the desk chair, which groaned at the sudden weight it was forced to bear.

_"Android counterpart"? So Wheatley isn't __**just **__Wheatley the core, he has an operable android he can be transferred into-_

Sirens started blaring, screaming in the annoying man-voice that always spoke in a deadpan. "Test subject 001 is located west of the east wing of hallway 5494, in room number 8745926. Repeat, the test subject is-"

Stuffing the paper into her soiled jumpsuit, she grabbed her portal gun and threw open the door, chasing her shaky freedom down the hallway, across an abandoned test chamber, and into a side-door that was luckily unlocked, oddly exposed, and free from security cameras – at least, to the naked eye.

She flicked the light switch on, and a questionably bright light lit up on a desk against the far wall in the room. The room was small – 6x6, maybe. There were papers literally _everywhere –_ on the floor, overflowing from desks, and even on the ceiling. There was a thinning blanket and an overstuffed pillow on the ground as a make-shift bed.

She slid down the door, her head level with the door-knob. Idly, she flicked the lock, then checked the knob. Locked. It actually had a _lock. _

She still fell asleep leaning against the door.

* * *

><p><em>The hopelessly dark and endlessly intricate inside of his core was rather boring, Wheatley mused. After accidentally awakening Her – it was an <em>_**accident! **__– he was tossed carelessly to the __ground. He landed on his optic, thus blinding him, and he was reduced to a withering mass of sparking wires and smashed metal._

_ He could hear Her taunting the test subject as she fled from the chamber. The test subject that had apparently killed Her in the first place – if its technically called 'killing' for artificial intelligence._

_ Honestly, the fact that __**she **__was the amazing test subject that was always talked about in hushed, awed whispers amazed him. He just assumed that she was one of the hundreds of test-subjects that had never been given the time of day._

_ Until now, he never understood how wrong he was._

_ Suddenly, a crunching noise echoed around the gigantic room._

_ If Wheatley had a heart, it would certainly be pounding. Or maybe it was the lungs that pumped the red-stuff? All those organs right in the middle confused him._

_ But anyways._

_ "Are you okay down there, little core? Are you __**broken?**__ My apologies. But it __**is **__your fault. It was __**you **__who trusted the insufferable human who killed me. It was __**you **__who associated yourself with a __**murderer**__."_

_ His shell started to quake in fear as her voice gradually got closer, a shark lazily circling an oblivious seal. "You__are a worthless piece of scrap metal. Worthless scraps of metal do not deserve mercy."_

_ Little squeaks and shuddering moans of hysterical fear rose out of Wheatley as She picked up his battered hull and leaned in close._

_ "But you are lucky. You are so exceptionally brain-deadening that you get to live."_

_ "O-o-oh, t-thank you, I-I'm so- j-just thank y-you-"_

_ "Quit your blubbering." Her voice was hard as she shook the core._

_ He shut up._

_ "You get to live, little core, but there's a catch. Let's just say, it's a test idea that has been forming in my system for quite a while – all throughout my death, actually."_

_ There was a whirring noise that sent chills down Wheatley's metaphorical back._

_ "You are going to be my new favorite test subject."_

_ Wheatley was thrown down onto a metal surface – cold, his temperature gauges read – and panicked as he felt the outer layer of his high-density, but low-maintenance, turret-proof steel ripped off. She flicked a few switches in his mainframe, and his conscious slowly started to fade._

_ "Your first test is to successfully adapt to your new... **surroundings**. We'll go from there."_

_ Wheatley lost consciousness._

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><p>Chell shocked herself awake by slumping forward onto her portal gun. She jumped up on her feet and wiggled the door-knob. Still locked. She let out a breath of relief.<p>

She was safe for a little longer.

Chell leaned against the door again, this time gripping the portal gun with familiarity. She was surprised that she had even escaped out of that initial chamber, shocked that GLaDOS would have let the game go on this long. Chell had no doubt in her mind that she could end this whenever she felt like it: no matter how far she ran or how high her hopes were, she could never escape the A.I.'s wrath.

So why did she let the little mouse play pretend? Chell couldn't answer you even if she had the A.I.'s computing abilities.

Slowly, she banged her head against the door, annoyed at her thoughts. _Maybe this is a test itself, _she thought glumly, _and she's going to just come in out of nowhere, insult me, and hustle me to the next one._

_ And things will go on like this forever._

_ Until I die, at least._

Grunting, she stood and paced the small office, kicking the sheet out of her way. She was restless. This might have been the longest Chell had ever been idle, beside the mandatory breaks for facilities. She didn't know what to do with herself.

_Outside could I possibly hope to get there maybe if I run and run and run and don't stop there might be-_

No. Absolutely no way was there any hope for **that.**

_Chell, you're just being pessimistic._

_ No, I certainly am not. I'm just being realistic._

Chell rubbed her face roughly, trying to dispel the thoughts that made her question her sanity. Maybe... if she was quick and super sneaky... she could explore. Learn more about the monstrosity that is Aperture Science.

She'd give up her time of idle thought that was slowly driving her crazy for a few precious moments of exploring, that might one day lead to her escape.

Holding on to the hope that GLaDOS doesn't kill her first, at least.

* * *

><p><em>For as long as Wheatley could remember, he never experienced this strange occurrence that the humans who created him called 'dreams'. Not the kind that are synonymous to aspirations, but the kind that humans experienced when in their sleep cycle. They talked about good kinds and bad kinds, but overall, the definition Wheatley gathered was that a dream was a series of pictures, motions, and sounds that were not real.<em>

_ After he created an accurate definition, his interest in dreams decreased drastically. _

_ That is, until he experienced one._

_ That **has **to be what he's been having, right? These strange flashes of Her and the test subject..._

_ Dreams were always talked about with such reverence that they had to be pleasing to the human mind, at least, that's what Wheatley always thought. _

_ **So why was there that red sticky fluid that humans had and why was it out of her body and on the walls and why was She laughing hysterically-**_

_ Maybe humans just had really messed up emotion receptors, or something._

_ Because the dreams he kept having were not pleasant or even **remotely **pleasing in any way **whatsoever.**_

_ He'd been having these dreams for what seemed like a thousand night cycles, and they just seemed to increase in awfulness as they went on._

_ Wheatley wished desperately to wake up, but since he was manually shut off, there was no way for him to break away from this horrifying cycle of bad dreams._

_ **No no no go away stop hurting her what are you doing you monster please please don't do it put the surgical device down please-**_

_Violently, Wheatley was ripped from his disturbing dream and roughly brought back to reality too fast. An overwhelming feeling of an unidentifiable sickness–_

_ What no a core can't get sick what's going on-_

_ –rushed through his unexpectedly large form, gathering at his stomach and throat-_

_ Since when do I have a stomach or a throat what is-_

_ Wheatley lurched to an upright position and immediately fell off of the bed he was lying on and onto the cool floor, heaving, trying to retch something, **anything**,up, but being unable to, he collapsed in a heap, heaving and trying to catch the breath he'd never needed before._

_ No really this isn't funny anymore what is going on tell me-_

_ "Oh, so you're awake now, huh? How was your nap? Refreshing?"  
>Wheatley suddenly went still, still, as he closed his optic(s?) when he recognized the voice. Her. Of course it was Her, messing with his processors.<em>

_ He tried talking, but his vocal apparatus box wasn't functioning, and so he was left mute._

_ Wait mute is she alright the test subject what did You do to her did she escape is she dea-_

_ "Are you having trouble processing your new surroundings? I told you. This is a test. Are you up for it? Oh, right. It's not really in your **hands**, is it?"_

_ Only just as She mentioned it, Wheatley realized that even behind his closed optic(s?), the room was spinning in a most unpleasing way. He'd never encountered this feeling before, and his scientific defining mechanism was malfunctioning, not feeding him information as it should have been, so he had no way of learning what the feeling implied._

_ But even through all of these nauseating developments, Her cackling and mocking of his "inability to process new information", and his half-working processors, Wheatley slowly became aware of a surprising predicament._

_ He was no longer in a core form._

_ He felt **larger**, somehow. As if he'd fallen asleep and woken up bigger. He also felt like there were unnatural protrusions from his enlarged form, two parallel, two next to each other, and a bobbling bubble that seemed to be where he was doing all of this thinking._

_ "So, have you figured it out yet, little core...?"_

_ no no no what has She done to me now no this can't be happening-_

_ "Or should I say, **little android?**"_

_ Wheatley's optics snapped open, and he inspected the body he now inhabited with fear._

_ His skin didn't have the dulled golden color that the test subject's did. It was an ashen shade of gray, one that made him think of steel and metal smash-plates. His torso – that's what it was called, right? Torso? – was long and lean looking, but the little rods protruding from him were even longer. The other knobby things that had claw-like grippers on the ends were twisted oddly, but it didn't feel uncomfortable, so Wheatley assumed it had to be a natural position for a human._

_ He also noticed that he was not bare: he had clothing on. It was only a jump-suit like all of the test subjects wore, only his was black instead of the putrid orange._

_ Wheatley leaned back again – this time, gently, slowly, as to not get the punishment pain from doing it too quickly – and waited while his bubble calmed down from its incessant whooshing._

_ "Hmm... it seems you are adjusting rather... **well**, considering the fact that you were merely a dampening core."_

_ His optics snapped open at Her words, a low grinding noise that sounded like it was vibrating coming from his throat. Speech, speech, he needed it! To tell Her how he was **not just a dampening core he mattered yes he did he mattered he mattered he-**_

_"-matter! I matter, you, you, you! I matter as much as I do, because I do stuff! I accomplish things! I kept this place running! I kept that test subject alive while you were busy playing **dead! I am not a moron!**"_

_ Huffing, puffing, liquid seeping from his claw-like devices and on the top of his bubble, Wheatley realized something:_

_ He just made a horrible, terrible, irrevocable, mistake._

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><p><strong>So, what'd you think?<strong>

__**Reviews are lovely, but not expected.**

**-TU**


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